-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NB07O5lPiuK3S72c6oyZK7P/heLoTrxhjsk4EWTnR7hIA/okmX/kPupw2cRsJ1q1 uDYMZ8WKr6GIX8Pta/EqYg== /in/edgar/work/20000630/0000950129-00-003512/0000950129-00-003512.txt : 20000920 0000950129-00-003512.hdr.sgml : 20000920 ACCESSION NUMBER: 0000950129-00-003512 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN ECOLOGY CORP CENTRAL INDEX KEY: 0000742126 STANDARD INDUSTRIAL CLASSIFICATION: [4953 ] IRS NUMBER: 953889638 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-11688 FILM NUMBER: 665706 BUSINESS ADDRESS: STREET 1: 805 W IDAHO STREET 2: STE 200 CITY: BOSIE STATE: ID ZIP: 83702 BUSINESS PHONE: 2083318400 MAIL ADDRESS: STREET 1: 805 W IDAHO STREET 2: STE 200 CITY: BOISE STATE: ID ZIP: 83702 11-K 1 e11-k.txt AMERICAN ECOLOGY CORPORATION RETUREMENT PLAN 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999 COMMISSION FILE NUMBER 0-11688 A. American Ecology Corporation Retirement Plan and Trust B. American Ecology Corporation 805 W. Idaho Street Suite 200 Boise, Idaho 83702 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. American Ecology Corporation Retirement Plan Date: ------------------------ ----------------------------- Robert S. Thorn As Trustee for the Plan 2 FINANCIAL STATEMENTS ---------- AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST ---------- DECEMBER 31, 1999 AND 1998 3 TABLE OF CONTENTS
Page No. -------- INDEPENDENT AUDITORS' REPORT ........................................................... 1 FINANCIAL STATEMENTS Statements of Net Assets Available for Benefits..................................... 2 Statement of Changes in Net Assets Available for Benefits...................................................................... 3 Notes to Financial Statements....................................................... 4 SUPPLEMENTAL INFORMATION Schedule of Assets Held for Investment Purposes..................................... 12
4 INDEPENDENT AUDITORS' REPORT To the Administrative Committee American Ecology Corporation 401(k) Savings and Retirement Plan and Trust We have audited the accompanying statements of net assets available for benefits of American Ecology Corporation 401(k) Savings and Retirement Plan and Trust as of December 31, 1999 and 1998 and the related statement of changes in net assets available for benefits for the year ended December 31, 1999. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of American Ecology Corporation 401(k) Savings Plan as of December 31, 1999 and 1998 and the changes in net assets available for benefits for the year ended December 31, 1999 in conformity with generally accepted accounting principles. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes is presented for purposes of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. BALUKOFF, LINDSTROM & CO., P.A. June 1, 2000 1 5 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1999 and 1998
1999 1998 ----------- ----------- ASSETS Investments, at fair value $10,732,643 $ 9,620,507 Participant loans 409,186 387,331 ----------- ----------- TOTAL ASSETS 11,141,829 10,007,838 LIABILITIES -- -- ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $11,141,829 $10,007,838 =========== ===========
2 6 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS Year Ended December 31, 1999 ADDITIONS TO NET ASSETS ATTRIBUTED TO Investment income Net appreciation in fair value of investments $ 1,934,623 Interest 38,576 Dividends 36,449 ----------- 2,009,648 Contributions Employer 176,230 Employee 489,387 ----------- 665,617 TOTAL ADDITIONS 2,675,265 DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO Withdrawals and benefit payments 1,541,274 ----------- NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 1,133,991 NET ASSETS AVAILABLE FOR BENEFITS BEGINNING OF YEAR 10,007,838 ----------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $11,141,829 ===========
3 7 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST NOTES TO FINANCIAL STATEMENTS December 31, 1999 and 1998 NOTE A - DESCRIPTION OF THE PLAN General American Ecology Corporation 401(k) Savings and Retirement Plan and Trust ("the Plan"), was adopted effective January 1, 1987, as a defined contribution plan. The Plan covers all employees of American Ecology Corporation and its subsidiaries ("the Company"), hired in a job category which will result in 1,000 hours of service during any consecutive 12-month period and who have attained the age of 21. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). Participants should refer to the Plan agreement for a more complete description of the Plan. An administrative committee, appointed by the board of directors of the Company, is responsible for the general administration of the Plan. The administrative committee is given all powers necessary to enable it to carry out its duties including, but not limited to, the power to interpret the Plan, decide on all questions of eligibility and the status and rights of participants and direct disbursements of benefits in accordance with the provisions of the Plan. Effective November 20, 1996, the administrative committee appointed Pinnacle Pension Service as plan administrator, Manulife Financial as recordkeeper of the plan, and Fleet Investment Advisors as the trustee of the Plan. As plan trustee, Fleet Investment Advisors has the authority to control the assets of the Plan in accordance with the terms of the Plan. Employee Contributions Participants may defer up to 15 percent of their compensation as defined by the Plan, up to the maximum deferrable amount allowed by the Internal Revenue Service. Participants may elect to deposit their contributions in any of the investment options available. Employer Contributions The Company contributes a discretionary matching contribution, which is determined by the Employer. For 1999 and 1998 the Company established the discretionary matching contribution for all participants equal to 55 percent of the amount of compensation deferred by each participant for the calendar quarter not exceeding 6 percent of compensation. A discretionary profit sharing contribution, which is determined by the Company from time to time and is determined separately for union and non-union participants. Through February 1998, the Company contributed 5 percent of the employees' compensation that is not excess compensation plus 10 percent of the employees' excess compensation for union employees. These are non-elective contributions. The Company's matching contributions are subject to the vesting schedule detailed below. 4 8 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST NOTES TO FINANCIAL STATEMENTS December 31, 1999 and 1998 Vesting The vesting schedule is as follows on Company matching contributions and actual earnings thereon: Union Employees (non-elective contributions):
Percentage of Service Vested Interest ------- --------------- 1 year 20% 2 years 40% 3 years 60% 4 years 80% 5 years or more 100%
Non-Union (non-elective and matching) and Union Employees (matching contributions):
Percentage of Service Vested Interest ------- --------------- 1 year 20% 2 years 60% 3 years or more 100%
The Plan provides for participants to be 100% vested upon death, permanent disability or the attainment of age 65. Participant Accounts Each participant's account is credited with the participant's elective deferral, the Company's discretionary contribution, and the Company's matching contribution. Dividend and interest income, net of administrative expenses with respect to each category of investments, is allocated quarterly to participants' accounts based upon their pro-rata share of equity in each investment fund before allocation. Forfeitures of terminated participant's nonvested benefits are applied to pay administrative expenses and reduce the Company's contributions to the Plan. Effective November 20, 1996, the Plan was amended to allow the Company to withdraw any excess forfeitures. As of December 31, 1999 and 1998 the Plan had unused forfeitures of $32,397 and $--, respectively. The Plan determined $32,397 of forfeitures was available to be returned to the Company during 1999. 5 9 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST NOTES TO FINANCIAL STATEMENTS December 31, 1999 and 1998 Payment of Withdrawals and Benefits Upon normal retirement or death, vested benefits due to participants and their beneficiaries may be paid in the form of either a lump-sum distribution or fixed period annuities. Terminated employees who have a vested balance greater than $3,500 and current employees who have discontinued contributions to the Plan are not required to withdraw amounts from their Plan accounts. The Plan has provisions for hardship withdrawals from the participant's deferral account. Matching contributions and allocated earnings are not available for hardship withdrawals. Expenses Expenses of administering the Plan are the responsibility of the Plan. Termination Although the Company expects to continue the Plan indefinitely, the Company may terminate the Plan in whole or in part at any time upon giving written notice to all parties concerned. If the Plan is terminated, the account of each participant will be 100% vested and nonforfeitable as of the effective date of the Plan termination. Participant Notes Receivable Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their account balance. Loan transactions are treated as a transfer from the investment to the Participant Notes fund. Payments on loans are treated as a transfer from the Participants Notes fund to the investment fund. Loan terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at a rate commensurate with local prevailing rates as determined by the Plan administrator. Interest rates range from 9.25% to 9.50%. Principal and interest is paid ratably through monthly payroll deductions. Plan Amendments As of February 1, 1997 the plan was amended to require an employer contribution equal to five percent of the compensation not in excess of the excess compensation of each union participant who is eligible under the Plan, plus ten percent of such compensation in excess of such union participant's excess compensation. Excess compensation is defined as compensation exceeding the social security taxable wage base in effect at the beginning of the Plan year. 6 10 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1999 and 1998 During 1998 the Plan was amended for employer contributions for union employees to match the amount required by the union contract Reclassifications Certain reclassifications have been made to the 1998 financial statement presentation to correspond to the current year's format. NOTE B - SUMMARY OF ACCOUNTING POLICIES Investment Valuation and Income Recognition Investments in guaranteed interest accounts are carried at contract value, which approximates principal amounts contributed to the accounts, plus accrued interest, less distributions from the contract. Investments in all other investment options are carried at their fair value measured and quoted market prices in active markets or by the contracted price. Investment income is recorded as earned. Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date. Payment of Benefits Benefits are recorded when paid. Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates. 7 11 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1999 and 1998 NOTE C - GUARANTEED INTEREST ACCOUNTS The guaranteed interest accounts held by the Plan are as follows:
December 31, ----------------- 1999 1998 ------ ------- Guaranteed interest account with interest at rate in effect of date of contribution (rate of 4.55% as of December 31, 1998) maturing on December 31, 1998 $ -- $44,974 Guaranteed interest account with interest at rate in effect of date of contribution (rate of 6.65% as of December 31, 1999 and 4.55% as of December 31, 1998) maturing on December 31, 1999 6,880 6,581 Guaranteed interest account with interest at rate in effect of date of contribution (rate of 6.65% to 6.75% as of December 31, 1999 and 4.55% as of December 31, 1998) maturing on December 31, 2000 27,355 26,075 Guaranteed interest account with interest at rate in effect of date of contribution (rate of 6.65% to 6.75% as of December 31, 1999 and 4.55% as of December 31, 1998) maturing on December 31, 2001 55,926 2,830 Guaranteed interest account with interest at rate in effect of date of contribution (rate of 6.75% as of December 31, 1999 and 4.55% as of December 31, 1998) maturing on December 31, 2002 824 868 Guaranteed interest account with interest at rate in effect at date of contribution (rate of 6.75% at December 31, 1999) maturing on December 31, 2003 1,358 --
8 12 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1999 and 1998 Guaranteed interest account with interest at rate in effect of date of contribution (rate of 6.85% as of December 31, 1999 and 4.75% as of December 31, 1998) maturing on December 31, 2005 3,803 11,721 Guaranteed interest account with interest at rate in effect of date of contribution (rate of 6.85% as of December 31, 1999 and 4.75% as of December 31, 1998) maturing on December 31, 2006 1,350 3,053 Guaranteed interest account with interest at rate in effect of date of contribution (rate of 6.85% as of December 31, 1999 and 4.75% as of December 31, 1998) maturing on December 31, 2007 980 2,791 Guaranteed interest account with interest at rate in effect at date of contribution (rate of 6.85% at December 31, 1999) maturing on December 31, 2008 488 -- ------- ------- $98,964 $98,893 ======= =======
NOTE D - INVESTMENTS Investments in collective funds are held by the Trustee and are stated at fair value based on quoted market prices. At December 31, 1999 and 1998 investment balances that were individually greater than 5% of total investments were as follows:
Fund 1999 ---- ----------- Manulife Lifestyle Balanced $ 657,933 Manulife Lifestyle Growth 1,892,375 Manulife Lifestyle Aggressive 685,313 Manulife Money Market 722,204 Fidelity Advisor Contrafund 673,171 T. Rowe Price Science and Technology 1,467,266
9 13 AMERICAN ECOLOGY CORPORATION 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1999 and 1998
Fund 1998 ---- ----------- Manulife Lifestyle Balanced $ 730,923 Manulife Lifestyle Growth 1,802,882 Manulife Lifestyle Aggressive 754,254 Manulife Money Market 100,645 Fidelity Advisor Contrafund 666,054 T. Rowe Growth and Income 584,515 Fidelity Advisor Growth Opportunity 570,368
The Plan presents in the statement of changes in net assets available for benefits the net appreciation in the fair value of its investments, which consists of realized gains or losses, and unrealized appreciation (depreciation) on those investments. NOTE E - INCOME TAX STATUS The Plan obtained its latest determination letter on May 27, 1997 in which the Internal Revenue Service stated that the Plan, as originally adopted in September 7, 1988, and all amendments through November 26, 1996, were in compliance with the applicable requirements of the Internal Revenue Code ("IRC"). The Plan has been amended since receiving the determination letter. However, the Plan administrator believes the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan's financial statements. 10 14 SUPPLEMENTAL INFORMATION 11 15 AMERICAN ECOLOGY CORPORATION EIN: 95-3889638 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST PLAN NUMBER 003 SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1999
(e) Current (a) (b) Identity of Issue (c) Description (d) Cost Value ------------------------- -------------- ------------- ---------------- Manulife Lifestyle Conservative $ ** $ 222,919 Manulife Lifestyle Moderate ** 45,469 Manulife Lifestyle Balanced ** 657,933 Manulife Lifestyle Growth ** 1,892,375 Manulife Lifestyle Aggressive ** 685,313 Manulife GICS Maturing December 31, 1999, with interest rates of 5.55% to 5.66% ** 6,880 Maturing December 31, 2000, with interest rates of 4.30% to 5.75% ** 27,355 Maturing December 31, 2001, with interest rates of 4.55% to 6.42% ** 55,926 Maturing December 31, 2002, with interest rates of 5.26% to 5.80% ** 824 Maturing December 31, 2003, with interest rates of 5.45% to 5.78% ** 1,358 Maturing December 31, 2005, with interest rates of 5.77% to 5.80% ** 3,803 Maturing December 31, 2006, with interest rates of 6.05% to 6.60% ** 1,350 Maturing December 31, 2007 with interest rates of 5.41% to 5.85% ** 980 Maturing December 31, 2008 with interest rates of 5.15% to 6.01% ** 488 Manulife Money Market Conservative ** 722,204 Vanguard Short Term Federal Portfolio ** 1,139 Manulife High-Quality Bond Fund Bonds ** 26,338
12 16 AMERICAN ECOLOGY CORPORATION EIN: 95-3889638 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST PLAN NUMBER 003 SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (Continued) December 31, 1999
(e) Current (a) (b) Identity of Issue (c) Description (d) Cost Value ------------------------- -------------- ------------- ---------------- T. Rowe Price Fixed Spectrum Income Securities ** 74,771 Fidelity Institutional Retirement Services Advisor High Yield Company Fund ** 133,435 Fidelity Institutional Retirement Services Advisor Diversified Company Capital Fund ** 80,172 Manulife Balanced Balanced Fund ** 44,049 T. Rowe Price Growth & Income Common Stock ** 352,671 Manulife Value Fund Guardian Trust ** 164,058 Manulife Mid-Cap Value Fund Common/Preferred ** 28,185 Manulife Index Stock Fund S&P's 500 Index ** 418,555 Manulife Capital Growth Stock Fund ** 135,528 Manulife Growth Plus Stock Fund ** 149,900 Manulife Selective Growth Stock Fund ** 86,985 Fidelity Institutional Retirement Services Advisor Growth Company Opportunities Fund ** 442,816 Manulife Equity Income Fund Stock Fund ** 8,363
13 17 AMERICAN ECOLOGY CORPORATION EIN: 95-3889638 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST PLAN NUMBER 003 SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (Continued) December 31, 1999
(e) Current (a) (b) Identity of Issue (c) Description (d) Cost Value ------------------------- -------------- ------------- ---------------- Franklin Balance Sheet Investment Fund Stock Fund ** 17,461 Fidelity Institutional Retirement Services Advisor Contrafund ** 673,171 Company Templeton Funds, Inc. Foreign Fund ** 117,944 T. Rowe Price International Stock ** 138,653 AIM Constellation Mid-cap Growth ** 280,146 PBHG Growth Fund ** 188,931 Manulife Emerging Growth Stock Fund ** 67,355 T. Rowe Price Science & Technology Fund ** 1,467,266 Mutual Discovery Fund Stock Fund ** 22,380 Templeton Developing Markets Plus Foreign ** 182,098 Domini Social Equity Fund Stock Fund ** 291,229 Founders Growth Fund Stock Fund ** 26,353 Lord Abbett Developing Growth Fund Stock Fund ** 54,639 Morgan Stanley Institutional Funds Growth Fund ** 165,655
14 18 AMERICAN ECOLOGY CORPORATION EIN: 95-3889638 401(k) SAVINGS AND RETIREMENT PLAN AND TRUST PLAN NUMBER 003 SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (continued) December 31, 1999
(e) Current (a) (b) Identity of Issue (c) Description (d) Cost Value ------------------------- -------------- ------------- ---------------- Janus Twenty Fund Growth Fund ** 285,804 Janus Enterprise Fund Aggressive Growth ** 110,014 Franklin Small Cap Growth ** 796 Borrower Participant loans 9.25%-9.5% ** 409,186 * American Ecology Corporation Common Stock ** 170,606 ------------- --------------- TOTAL ASSETS HELD FOR INVESTMENT PURPOSES $ ** $ 11,141,829 ============= ===============
*Known party in interest **Participant directed, therefore, no costs disclosure is necessary. 15 -----END PRIVACY-ENHANCED MESSAGE-----